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SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: August 15, 2000
Coaxial Communications Of Central Ohio, Inc.
Phoenix Associates
Insight Communications of Central Ohio, LLC
(Exact name of Registrant as specified in its charter)
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Ohio 333-63677 31-0975825
Florida 333-63677-01 59-1798351
Delaware 333-63677-02 13-4017803
(State of incorporation) (Commission File No.) (IRS Employer Identification No.)
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810 7th Avenue
New York, New York 10019
(Address of principal executive offices)
Registrant's telephone number: (917) 286-2300
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Item 5. Other Events.
On August 15, 2000, Insight Communications Company, L.P. ("Insight L.P."),
the ultimate parent company of Insight Communications of Central Ohio, LLC
("Insight Ohio"), entered into definitive agreements with AT&T Broadband, LLC
("AT&T Broadband") for the contribution to Insight Midwest, L.P. ("Insight
Midwest"), a 50-50 partnership between Insight L.P. and AT&T Broadband, of
additional cable television systems, including Insight Ohio. Through a series of
transactions, Insight L.P. will contribute to Insight Midwest its interests in
systems serving approximately 187,000 customers, including the approximately
84,000 customers served by Insight Ohio. In addition, Insight L.P. will purchase
from AT&T Broadband and immediately contribute to Insight Midwest, systems
serving approximately 100,000 customers and AT&T Broadband will contribute to
Insight Midwest systems serving approximately 250,000 customers. Upon completion
of the transactions, Insight Midwest will remain equally owned by Insight L.P.
and AT&T Broadband, and Insight L.P. will continue to serve as the general
partner of Insight Midwest and manage and operate the Insight Midwest systems.
The consummation of the definitive agreements is subject to several conditions,
including the receipt of all necessary regulatory approvals.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements: None
(b) Exhibits:
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Exhibit No. Description
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2.1 Asset Contribution Agreement, dated August 15, 2000, by and among, Command
Cable of Eastern Illinois Limited Partnership, MediaOne of Illinois, Inc.,
Northwest Illinois TV Cable Company, S/D Cable Partners, Ltd., TCI American
Cable Holdings, L.P., TCI of Bloomington/Normal, Inc., TCI Cablevision of
Texas, Inc., UACC Midwest, Inc., United Cable Television of Illinois
Valley, Inc., United Cable Television of Southern Illinois, Inc., TCI of
Indiana Holdings, LLC, Insight Communications Company, L.P. and Insight
Midwest, L.P. *
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* Filed as an exhibit to the Current Report on Form 8-K, dated August 15,
2000, of Insight Communications Company, Inc. (File No. 0-26677) and
incorporated herein by reference.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Insight Communications of Central Ohio, LLC
(Registrant)
Date: August 22, 2000 By: Elliot Brecher
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Elliot Brecher
Senior Vice President
and General Counsel
